The recent publication by the Economist Intelligence Unit, ‘The climate for Chinese M&A abroad,’ helps to provide greater clarity on the real picture of Chinese outbound direct investment (ODI).
From their analysis of 172 deals undertaken by Chinese companies between 2004 and November 2009, they found a number of the main characteristics of Chinese M&A deals:
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Almost half of China’s outbound M&A transactions are driven by the need to support the country’s growing demand for energy and natural resources, followed by the desire to access new markets and technology, with potential capital gains far down the list of priorities.
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While most Chinese acquisitions were focused on deals in Hong Kong’s financial services industry, Australia was the next most favoured destination, with 35 deals or 18 per cent of the total (including withdrawn deals), with Australia attracting the highest amount of investment at US$28 billion, or one-fifth of the total. Unsurprisingly, deals were overwhelmingly concentrated in the metals and mining sector.
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Outbound M&A remains dominated by SOEs, with an overwhelming majority of China’s outbound M&A transactions (81 per cent) made by state-owned entities.
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To date Chinese outbound investors have shown a desire to buy a controlling influence (though this appears to be changing), with half the number of deals involving 50-100 per cent ownership of the targets.
Interestingly, the US is by far the country perceived as the most challenging place for Chinese firms to make acquisitions, with Australia not even in the top ten of the hardest nations:
Influence of Government Policy
According to the EIU’s report, official government policy has a clear influence on outward investment: 51 per cent of survey respondents say it encourages them to undertake overseas investment. In the past, the government has been apprehensive about the ability of Chinese companies to manage overseas investments and at the idea of possible embarrassment or hurt to national pride if a bid is unsuccessful - hence regulatory approval is needed for overseas investment made by mainland-registered entities. However, this anxiety has waned as the Chinese government seeks to encourage ODI that furthers its own policy agenda. In line with this, regulations have been steadily loosened since the government formally announced its “go out” or “go global” policy.
Critical Elements to M&A Success
Chinese executives acknowledge their lack of overseas experience as a critical factor in M&A success, with 82 per cent of respondents “identified lack of management expertise in handling outbound investment as the biggest challenge for Chinese companies.” It is not surprising then that many respondents said they hoped to leave the existing management in place at their acquired companies and the ultimate aim of their integration, many companies said, is to use the acquisition to “help the parent company learn.”
Lessons from failed deals
The deals that failed may be more instructive for Chinese companies about how to improve the chances of a transaction’s success. Notably, lack of communication is a major obstacle.
An obvious aspect of Chinese ODI is the high-profile nature of many of the deals, and the political and public environment this creates around the transaction. The EIU reports remarks that, “Advisers and counterparties from Washington to Canberra pointed to a need for Chinese investors to take a less narrow, procedural approach to investment and look at the bigger picture—to present the commercial and economic rationale for their acquisitions and a clear plan of what they will do with them—and also to explain who they are and what role, if any, the Chinese government plays in their decision-making. They should be prepared to explain these things to all stakeholders—politicians, media, communities, employees—even if a deal does not face regulatory scrutiny.”
Chinese companies must do a much better job of communicating to government officials—and the public—what the economic rationale for the transaction is and how market factors, not politics, are driving it. By introducing more transparency, key stakeholders are able to understand more clearly about the commercial motivations and decision-making process behind the deal.
This, however, is a difficult obstacle for Chinese SOEs to overcome, given their structure and long-standing methods of operations.
Increasing SOE’s flexibility and rapidity of response to market
In a planned economy – which we must remember that Chinese was until a relatively short time ago - public sector activity was carried out by state-owned enterprises (SOEs). Since the market reforms, SOEs have been in a state of transition, where old and new institutions co-exist. One the one hand, modernising reforms have pushed SOEs to develop market-based strategies. While, on the other, close ties with the government offer numerous privileges, but also additional responsibilities that can put SOEs in a difficult position. Maintaining a well-balanced relationship with authorities can be a significant challenge for Chinese SOEs, as they simultaneously try to transform themselves into a commercially-minded enterprise at the same time as meeting the government’s expectations for assisting with the realisation of their policy agenda.
However, every process in a SOE is informed by China’s former planned economy, from theoretical to practical aspects, from management methods to job titles. Speaking generally, this makes many SOEs not only inefficient, but unused to having to respond to changes in market conditions or demands. This inflexibility is the number one challenge Chinese SOEs must overcome if they want to get deals over the line in circumstances where they are competing against another bidder, or where there are concerns about a deal from key stakeholders.
When confronted with opposition, the first line of attack is to engage directly with stakeholders and communicate the benefits of the deal, the motivation for the investment, future plans for the company, and to have a platform to address head-on the basis for their concerns. However, SOEs generally don’t have much of a history of pro-active engagement with even domestic Chinese media, and when confronted with the more adversarial and inquiring international media, they tend to be unwilling to engage at all.
This is a big problem.
Without the Chinese bidder getting out there and ‘selling’ the deal to key publics, of which media (particularly business and finance media) are an influential part, then deals are judged based on existing fears and stereotypes of Chinese state-owned (or controlled) companies, instead of on the commercial and business merits of the deal.
Chinese investments can be a good news story for the target company, and the host country’s economy. But without anyone out there telling this story, this cannot get across.